Initial resolution
determining to issue general obligation bonds of The Metropolitan Government
of Nashville and Davidson County in an aggregate principal amount not to exceed
Two Hundred Eighty-Six Million Eight Hundred Seven Thousand One Hundred Dollars
($286,807,100) to be financed by the ad valorem levy on property in the general
services district and in an aggregate principal amount of Eighteen Million Nine
Hundred Thirty Thousand Dollars ($18,930,000) to be financed by the ad valorem
levy on property in the urban services district.

WHEREAS, it is
necessary and in the public interest of The Metropolitan Government of Nashville
and Davidson County (the "Metropolitan Government") to issue general
obligation bonds (the "Bonds") in an aggregate principal amount not
to exceed $286,807,100 to be financed by the ad valorem levy on property in
the general services district ("GSD Bonds") and $18,930,000 to be
financed by the ad valorem levy on property in the urban services district ("USD
Bonds") for the purposes hereinafter provided (both GSD Bonds and USD Bonds
are sometimes collectively referred to herein as the "Bonds"); and

WHEREAS, pursuant
to Section 9-21-205, Tennessee Code Annotated, prior to the issuance of any
general obligation bonds, the governing body of the local government proposing
to issue said bonds shall adopt a resolution determining to issue the same;
and

WHEREAS, for the
purpose of complying with the requirements of said statute, the Metropolitan
County Council of the Metropolitan Government adopts this resolution.

NOW, THEREFORE
BE IT RESOLVED BY THE METROPOLITAN COUNTY COUNCIL OF THE METROPOLITAN GOVERNMENT
OF NASHVILLE AND DAVIDSON COUNTY:

Section 1. Purpose.
For the purpose of providing "the Public Works Projects" shall mean
all or a portion of the funds to pay for the Public Works Projects hereinafter
described, or to reimburse the Metropolitan Government for funds previously
spent for said projects, including, without limitation, through inter-fund borrowing
relating to the same, and to pay legal, fiscal, architectural, administrative,
construction program or projects management costs, including, without limitation,
supervisory and administrative costs necessary to carry out the program or the
projects contemplated by this Resolution, and engineering costs incident thereto
and incident to the issuance and sale of the Bonds described herein. The Metropolitan
County Council hereby determines to issue the GSD Bonds in an aggregate principal
amount of not to exceed $286,807,100 and the USD Bonds in an aggregate principal
amount of not to exceed $18,930,000. The Public Works Projects to be financed
with the GSD Bonds include, without limitation, the acquisition of real and
personal property, construction, equipment, renovation, and improvements, as
well as any other authorized use of bond proceeds now existing or hereinafter
authorized by applicable law relating to: (1) Convention Center Capital Projects;
(2) installation, enhancement and advancement of E.Budget Project; (3) major
maintenance of several facilities; (4) upgrades/ enhancements to EBS and other
computer systems; (5) implementation of warehouse study recommendations; (6)
Howard Campus infrastructure; (7) renovation, construction and modification
to Howard Office Building; (8) Lindsey Hall modifications; (9) E-Procurement,
Contract and Grants Management Systems; (10) City Hall renovations; (11) Ben
West Building renovations; (12) Tennessee State Fair roof projects (13) furniture,
fixtures and equipment for Beverly Briley Building; (14) Farmers Market repair
projects; (15) modifications to the former Genesco Facility (now Metro Southeast)
for the following agencies transferring there: Elections, Fire, General Services,
Health-Food Distribution, Human Resources, Metropolitan Clerk-Records, OEM-
Vehicle Storage, Police, Schools, and Transportation Licensing; (16) capital
contribution to Adventure Science Center; (17) capital contribution to Country
Music Hall of Fame; (18) capital contribution to Frist Center for the Visual
Arts; (19) capital contribution to Nashville Symphony; (20) capital contribution
to Children's Theatre; (21) purchase of radio units; (22) radio infrastructure;
(23) Telecommunications Project; (24) Shared Services Project; (25) expansion
and renovation of Lentz Public Health Facility; (26) establishment of Hospital
Integrated Information System; (27) improvements to Open Justice Information
Exchange System; (28) Dudley Building renovations and additions; (29) John Henry
Hale Homes - Hope VI Grant and Local Matching Funds; (30) infrastructure for
Arts Center Redevelopment Area-the Gulch; (31) projects for the public school
system, including replacement of school buses and other vehicles, ADA compliance,
various construction and renovation projects, various repair and replacement
projects, improvements to various facilities and athletic fields, and Energy
Retrofits; (32) transit improvements, including purchase of buses and paratransit
vehicles, transfer of $7.1 million from self-funding to bond funds, capital
funding, and inter-modal transfer facilities; (33) implementation of the Master
Plan for Parks and Greenways; (34) deferred and on-going maintenance of park
buildings and facilities; (35) capital contribution to Nashville Zoo; (36) police
improvements, including records management system software replacement and construction
of East Precinct; (37) replacement of Goodlettsville Branch Library; (38) construction
of Bellevue Branch Library; (39) bridge maintenance, repair, and rehabilitation
at various locations; (40) bridge drainage replacement and repairs; (41) improvements
to Demonbreun Bridge; (42) replacement of safety lighting on selected downtown
corridors; (43) roadway maintenance; (44) construction and improvement of sidewalks;
(45) state route paving program, including sidewalks and ramps; (46) traffic
signal modification for ADA compliance; (47) roadway improvements; (48) construction
of bikeways; (49) equipment for parking garage at Courthouse; (50) State Fair
Board improvements, including improvements to Grandstands for ADA compliance,
renovation of Vaughn Building, door replacements, maintenance and repair of
various items at State Fair Ground, and replacement of dumpsters; (51) construction
of new headquarters for Fire Department; and (52) ITS improvements, including
provision of data network for contingent RPS projects, provision of voice network
for Metro RPS projects, provision of upgraded voice network for RPS projects,
imaging technology, network security control, business continuity and disaster
recovery, tax accounting system, enterprise services upgrade, and purchase of
database servers, all as further described in Exhibit A hereto. The Public Works
Projects to be financed with the USD Bonds include, without limitation, the
acquisition of real and personal property, construction, equipment, renovation,
and improvements, as well as any other authorized use of bond proceeds now existing
or hereinafter authorized by applicable law relating to: (1) construction and
improvement of sidewalks; (2) state route paving program, including sidewalks
and ramps; (3) modification of traffic signal equipment; (4) traffic signal
modification for ADA compliance; (5) maintenance and enhancement of Woodland
Street Bridge; and (6) Bordeaux Landfill Cap Remediation Pre-1990 Areas, all
as further described in Exhibit A hereto. With regard to both GSD Bonds and
USD Bonds, the Public Works Projects to be financed by the Bonds include the
acquisition or construction of certain public art as required by Ordinance No.
BL2000-250.

Section 2. Authorization.
The Bonds described herein shall be issued pursuant to the Charter of the Metropolitan
Government and/or the Local Government Public Obligations Act of 1986, as amended,
codified as Title 9, Chapter 21, Tennessee Code Annotated, and no referendum
or election shall be required for the issuance of the Bonds unless a petition
for an election relating to their issuance is filed within the time and in the
manner provided for in said statute.

Section 3. Use
of Proceeds for Technology. No proceeds from the issuance of the Bonds as provided
herein shall be used for the acquisition, purchase or upgrading of any technology
unless and until the Director of Finance has conducted a cost-benefit or other
economic analysis as to the most efficient use of such proceeds and has authorized
the expenditure of the same.

Section 4. Interest.
The maximum rate of interest of the Bonds shall not exceed seven percent (7%)
per annum.

Section 5. Source
of Payment. The principal of, premium, if any, and interest on the Bonds shall
be payable from and secured by ad valorem taxes to be levied on all taxable
property in the General Services District of the Metropolitan Government, without
limitation as to time, rate or amount. The Bonds will be direct general obligations
of the Metropolitan Government, and the full faith and credit of the Metropolitan
Government, together with the taxing power of the Metropolitan Government as
to all taxable property in the General Services District for the GSD Bonds and
the Urban Services District for the USD Bonds, will be hereby irrevocably pledged.

Section 6. Publication
of Resolution. The Metropolitan Clerk is hereby directed to cause this Resolution,
upon its adoption, together with the statutory notice required by Section 9-21-206,
Tennessee Code Annotated, to be published in full once in a newspaper published
and having general circulation in the Metropolitan Government.

Section 7. Effective
Date. This resolution shall take effect from and after its adoption, the welfare
of The Metropolitan Government of Nashville and Davidson County requiring it.